


Feel Again

by DisneyOTPFanatic



Category: Agents of S.H.I.E.L.D. (TV), Marvel Cinematic Universe
Genre: F/M, Philinda - Freeform
Language: English
Status: In-Progress
Published: 2020-11-20
Updated: 2020-11-20
Packaged: 2021-03-09 21:23:09
Rating: Teen And Up Audiences
Warnings: No Archive Warnings Apply
Chapters: 2
Words: 15,094
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/27642725
Author URL: https://archiveofourown.org/users/DisneyOTPFanatic/pseuds/DisneyOTPFanatic
Summary: Melinda May can detect and emulate the emotions of those she touches...except for the being wearing the face of the man she loved.While warring internally about who and what the Coulson Chronicom is and should be to her, May makes a decision that changes their relationship forever.
Relationships: Phil Coulson & Melinda May & Skye | Daisy Johnson, Phil Coulson/Melinda May
Comments: 12
Kudos: 37





	1. Chapter 1

**Author's Note:**

> I BROUGHT THIS DUMPSTER FIRE BACK.
> 
> HOPE YOU ENJOY. Yes there will be a second and a THIRD chapter and it will be so... idk really. Second chapter is happy, third is a little bit of a hot mess.

**Notes for the Chapter:**

> Edited this first chapter a bit, because I actually found the first version!!!!

It wasn't hard for him to find her once he went looking. The rhythmic thumping of her fists meeting the punching bag echoed off of the walls of Zephyr One as he went along. He visibly winced when he found her in the small gym, the latest punch against the leather bag sounding just a little too much like she was breaking someone's face.

"Are you going to ask me something or continue to stand there?" May threw over her shoulder, her voice carrying only the barest hints of effort from her exercise.

Coulson swallowed, trying not to let his gaze linger on the sweat dripping down her exposed torso as she unwrapped her hands and glanced his way. Although they kept the a/c a little higher than usual in the small gym aboard the Zephyr, his entire body felt as if he were standing outside in the blazing Arizona heat when she finally turned to face him, her eyebrow raised.

"Well? And don't act like you didn't have something you wanted to say." She moved to the other side of the gym, pulling on her thin t-shirt and redoing her ponytail. "You may not be the real Coulson but you have his same tells."

Coulson swallowed again, willing himself to relax enough to actually speak to her. It was times like these where he silently wished he hadn't been programmed with feelings. It would make being around Melinda a lot easier, which would be much nicer for both of them. As it was now, every single time he saw her, there was a burning in his chest that tugged him towards her, an almost irresistible urge to take her in his arms and feel the thumping of her heart match his artificial one.

He had kept his feelings at bay for the most part up until this point, but something about her saying that she 'didn't get anything' from touching him had triggered a rush of emotion that he wasn't able to fight anymore. It was strange for a Chronicom to long for a human the way he was, but he figured he was a special case. 

I mean, her well-timed appearance that coincided with his color vision coming back couldn't have just been a coincidence, right?

At this point, all he wanted was answers. Answers to the questions bouncing around in his head. How angry was she that he wasn't the real Coulson? What could he do to stop feeling the way he felt towards her? Did she feel it too? Could they ever have what she and the real Coulson had had before he died? Would she even want that?

"I… um. I just wanted to see how you were doing."

May stiffened slightly, taking a deep breath to remind herself that it was not her Coulson asking the question...even if he did sound exactly like him. The concern in his tone made her stomach flip, as she remembered that same tone often being accompanied by worried caresses over whatever injury she had happened to sustain.

"Did Daisy send you?" She asked with a slight huff.

She had yet to have a real reaction to his presence, and she knew it frustrated their team, especially the woman she had come to think of as her daughter. Out of everyone aboard the Zephyr, Daisy was one that Melinda knew was not too happy with her reaction to Coulson 2.0. Daisy had seen the longing, the attraction, and the connection between May and the original Coulson, and Melinda knew that she was more than a little disappointed that there hadn't been any tears or even just a smile directed at him yet.

The truth was, after her panic attack and after discovering that she was now an empath with no control over her own power… a robot version of the man she'd loved was not as life-altering as it should've been. They'd had a few interactions, usually conversations about their current situation, but never about what they were now. Were they friends? Partners? More than that?

"No. This… this is just me." He shrugged. "Concerned about you. Because even though I'm not who I think I am, I'm programmed to believe that we're friends. Even if you don't think that."

She bit her tongue to keep from spitting some remark about him not knowing anything about being her friend. He didn't do anything to deserve her wrath. He hadn't asked to be a Chronicom, or to be programmed with Coulson's face, body, and memories. It had all been done without his consent, and May had no right to throw off on him just because he wasn't who she wanted him to be.

One day they would discuss who and what he was, but she definitely didn't want to have that discussion right now, drenched in sweat and trying not to blush at the look in his eyes when she turned to face him.

"Well, I'm doing fine. Just ready to get this mission over with. That's all."

"You're not alone in that. This time traveling thing is a bit much." He chuckled awkwardly, sliding his hands into the pockets of his dress pants. He'd discarded his jacket an hour before, too afraid that he'd overheat when he finally talked to her to keep it on. As a Chronicom, he didn't want his circuits fried from simply talking to the woman he was programmed to believe he loved.

"Not the first time we've done it." Was all she said in response, and he nodded slowly when he suddenly remembered that she was right.

"But I know that's not why you came down here, am I right?" Her tone was blunt, straight to the point without dancing around the subject or approaching it lightly.

"...Always right, you are." he chuckled uneasily, stepping into the gym and leaving enough space between them for her to be comfortable. There was at least six feet between them, and she simply crossed her arms as she stared at him, so he assumed this was fine. The last thing he wanted to do was provoke her. Even though he was a Chronicom and definitely stronger than her now, he knew from the memories he’d been given that she could find a way to take him down before he had a chance to retailiate. He had apparently seen it firsthand a few times, had been witness to her working her way past a suspect’s defenses until they let down their walls and ended up trapped in her vice-like grip. "May, I know you aren't exactly thrilled that I'm here."

"We needed you for the mission." She stated, her eyes just as steely as they had been since she'd gotten out of the healing chamber. "And it's helped us so far."

"Yeah… but I also know I'm an impostor to you." He looked away from her face, cursing the advanced technology he was built with that was making him feel nauseous. 

May tensed at that, and she bit the inside of her cheek as she willed herself to feel nothing rather than the sickening sloshing in her stomach. She had to keep reminding herself that this was not Coulson, even though he had Coulson's beautiful blue eyes which were currently staring directly into her heart. Her Coulson was dead. He would always be dead, no matter how much her heart wanted him to come back to her. This man… this machine...in front of her? An illusion, a tool to help them stop the current threat, nothing more. She couldn't succumb to the urge to wander into his arms, to bury her face in his dress shirt and take in the scent that was purely Phil and forget that she had buried the real Coulson what felt like ages ago.

"I'm sorry I'm not your Phil. But something inside me wants to make sure you're okay, and I can't help but follow my instincts. And my instincts say that even though you claim to be fine, we both know you aren't."

"Well you can tell your instincts not to worry." She snapped, throwing her towel and duffle bag over her shoulder as she walked towards the exit of the gym. "Because I am fine. It's just been a busy few days. Or weeks. Or… years. I don't know, time travel is awful."

She was trying to deflect, to move past their discussion and distract him with a different topic. Unfortunately, he knew that, and she knew that he knew that. She breezed past him, towards her bunk, purposely ignoring the shudder that wanted to run through her when she saw his hand twitch in her direction. She almost half hoped he wouldn't follow, but of course he did. 

"May, I know you." He winced when she shot him a glare over her shoulder. "Or at least my programming does."

"Right."

"You've been through a lot, May. I mean… you just found out you have a superpower…"

"Being an empath is not a superpower. It's a curse." She huffed, walking into her bunk as he followed her, stopping in the doorway. "I can't touch anyone. And if you search your memory, you'll notice I'm not one to go around touching people for the sake of doing it, so me complaining about it is kind of a big deal."

Coulson simply watched her, his eyes soft and concerned as they scanned her face. It made her heart ache. Coulson… the real Coulson… he would look at her like that in Tahiti and practically undo her with just his eyes. The same urge to lose herself in his eyes was still there, but muted enough that she could ignore it.

"I know. That's why I'm worried about you." He said softly. "But it could still be...cool in a way... having that ability." His voice wavered, a nervous chuckle escaping him when he realized how stupid that sounded.

May rolled her eyes in spite of herself. He was such a nerd, of course he would think this was cool.

"Cool? Really?" She grunted, her arms crossing after she tossed her duffle bag onto her bed. "Being unable to feel much of anything on my own, but if I touch someone, all I feel is whatever they're feeling. I can't suppress it or hide it. If I touch them or they touch me, I feel that emotion ten times more than they do. Does that sound 'cool' to you, Coulson?"

She sighed heavily, averting her gaze from his face as her voice lowered when she noticed the open door to her bunk.

"The only person I can touch without feeling anything is you, and I can't decide if that's a good thing or a bad thing." She huffed softly, running a hand through her hair as she tugged the hair tie off of it. "At this point, I wish I could decide so I can stop thinking about it."

He moved forward without realizing it, closing the door behind him when he sensed the change in the atmosphere between them. Although the rest of the team were occupied at the moment, he knew they didn't want to run the risk of someone like Daisy interrupting what was becoming a very necessary conversation. 

"I'm sorry, May." He shrugged, his hands in his pockets. 

She grunted, rolling her eyes in exasperation as she turned away from him.

"I know, I know. You're sick and tired of hearing that. But I am sorry." He sighed heavily, leaning against the wall to steady himself against the onslaught of guilt he was feeling as he spoke to her back. "You missed Phil Coulson, and you got Sarge. You thought Phil was in him somewhere, that you were getting him back. And then he hurt you."

He saw her stiffen, and swore he saw her body shudder as she let out a shaky breath. For someone who couldn't actually feel anything, she seemed to be affected by what he had said. He took a small step closer when she spoke again, to hear her better of course.

"You don't know what it was like, so don't try and tell me you understand."

"You're right, I don't know what that's like." He said cautiously, his voice catching in his throat when she turned slightly so she could see him out of her peripheral. "I don't know what it's like to be betrayed by someone you love. Not to that extent, at least."

Her brow knitted together, her gaze meeting his briefly in a silent question. He cleared his throat, rubbing the back of his neck for a moment.

"Project TAHITI. When I… when the real Coulson found out you were hiding things from him… that's pretty much as close to whatever you felt as I'll ever get. I remembered what it felt like." He swallowed, his words spilling out in a torrent when her frown deepened. "It broke his heart, because he loved you. He always did. He trusted you and loved you and you hid stuff from him. It felt like betrayal in the worst way, and still he loved you. But that doesn't mean I know what being stabbed by someone wearing your lover's face, with their voice and mannerisms… I… I can't imagine what that was like."

May was silent for what felt like an eternity, her body finally turning towards him again as she let out a breath, as if she were trying to keep herself composed. Again, he wondered if he had found a loophole in her empathetic abilities where she could feel for herself.

"I died twice that day. I died emotionally… then physically." She said, stiffly. "I was fine with dying back then, because Daisy was the last face I saw. I thought I was going to see him again. And then-"

Her voice broke, and Coulson could only watch as her eyes dropped to the floor and her arms crossed over her chest. He waited for her to finish her thought, but it didn't seem that she would.

"...Just when you thought you'd be okay without Phil, you get me. Someone else with his face. After that kind of betrayal, I-" he took a breath, hoping she would look at him again and see just how sorry he was. "I know that's not easy to deal with, empath or not."

Another silence that stretched on forever, his artificial heart beating steadily and strangely noisily in his chest. He knew she couldn't hear it, but right then it was the loudest sound in the room to him.

"...it's not." She swallowed, taking a breath and straightening, finally meeting his gaze with only the faintest traces of some indecipherable emotion. "And you're not making it easier by being here right now."

But he could still read her like a book, empath or not. He could see past the wall she was currently building back up, could see the faintest traces of his Melinda May hiding in fear behind that cold gaze.

"May," he said softly, fully aware of how tender his voice was. She blinked at him, her face softening almost instantly as her pupils dilated just the slightest bit. "It's gonna be okay. I know you're tired of hearing that too, but it's the truth. We've gotten out of worse situations...this is nothing compared to what we've all been through."

"Says the robot wearing a dead man's face." She said stiffly, her jaw tightening against the strange swell of emotions she felt trying to make a futile attempt at being shown.

He supposed that was fair.

Her gaze suddenly moved to his chest, almost as if she couldn't look at the wince he couldn't hide at her words. But he couldn't blame her for her bitterness. She had loved his predecessor, had wanted to spend the rest of her life with him. She had seen him grow as a person, seen him thrive as an agent, seen him survive through all the unimaginable danger and peril over the years… just to watch him die on a beautiful, sun-soaked island with a content smile on his face after spending only a week in her arms.

"I wish I could be who you want me to be." The words came out softly, almost cautiously as he tried to gauge where this conversation was going. She refused to meet his eyes. "I really do. And… I know he wishes he were still here with you."

Memories of locked hands and playful teasing flickered through his mind at that moment, and he had wondered if she could feel the hope burning like a fire in his artificial chest. He had been trying to keep that hope snuffed, or at least keep it quiet… but it was there all the same.

It was more than a bit upsetting to hear her say she hadn't felt anything from touching him after their mission to rescue Sousa. It had felt like the world was caving in on him, like the color had drained from his existence even though the team had literally just given his color vision back to him.

He had stamped down the feelings of inadequacy and disappointment, turning his focus to the time-jumping Zephyr and all the new problems the deadly Chronicoms had brought with them. It had been hard enough being even in the same room with her before, it was akin to medieval torture standing within a foot of her now, knowing how one-sided and pointless his feelings were towards her.

"I know he misses you, May. I can't imagine that he doesn't." He took a breath, hurrying to finish when he saw her roll her eyes and try to interrupt him. "And yes, I know there's no way I can know what he's feeling. But I can imagine it, because the way he felt about you when he was alive? I feel that way about you now."

He watched her stiffen and heard her breath hitch, wishing he could reach out and touch her, just to comfort her and hug away the tension he saw building in her.

“It’s going to be okay, May. We’ve helped plenty of Inhumans, remember? We can handle one empathetic S.H.I.E.L.D agent who also happens to be one of the most important people on our team.”

He sighed heavily when she still didn’t respond, her eyes on the floor. He rubbed the back of his neck as he tried to decide whether he should fumble through yet another futile attempt at comforting her, or cut his losses and leave now.

When Melinda had said that she wished she could experience her own emotions again, she hadn't meant it like this. He wasn't even touching her or anything and yet she could feel this...longing in her chest. It burned like a dull fire, unable to do much more than frustrate her as it hit the empathetic wall within her that didn't allow her to truly feel. She wanted to let go, to stare into his eyes and beg the universe to allow her just a few moments of pure comfort in his arms before everything fell apart again.

But she was afraid.

She was afraid of what might happen if she stepped into his ever-ready arms. She knew he wouldn't stop her, her Coulson would never deny her any kind of comfort because he knew how rare and important it was for her. No, she was afraid of what would happen within her. She was afraid nothing would happen, that she would feel his arms cradling her against his chest and feel the same hollow emptiness echoing inside of her that she had felt when she had touched his hand. She was also afraid she might actually have an emotional reaction to him. Every small contact she'd had with him so far hadn't done anything, but if the odd swirl of warmth she felt running through her body was any indication… she wasn't sure she would be able to handle whatever he evoked within her when their bodies made contact. She didn't know if she would be able to handle the emotional repercussions, if she would be able to work alongside him and do the job that needed to be done if she knew what succumbing to his touch might do to her.

And yet, even with all of the uncertainty and worry, May had to know. She just had to, for both of their sakes. If they were to get past this and continue on with their mission, she had to know for sure that there wasn't any of her Phil in him. 

She didn't say anything, and simply stepped close enough to reach forward and press her palm against his chest. She felt him watching her and her eyes closed, his artificial heart beating frantically beneath her palm as the feel of her warmth soaked through his shirt.

She couldn't fight the smile on her lips, a shaky yet relieved sigh leaving her in a rush that ruffled the fabric of his dress shirt.

Maybe it was the fact that they were alone, or the fact that she had finally gotten an answer to the question she had been warring with...but she was steadily gravitating even closer towards him, even while every fiber of her being was screaming at her to make him leave. They had both admitted that he was an impostor, a fraud, a fake… and yet…

"That's what it felt like." She said almost as an afterthought, her brow furrowing a little at the solid thumping beneath her skin. "That's what his heart felt like."

"...When?" He asked softly, unable to tear his gaze away from her face. He didn't want to move, he was too afraid that she would back away if he did.

Her eyes opened at the sound of his voice, and he was surprised to see the barest hints of tears welling up in them.

"...whenever he kissed me." A tiny, mournful smile tugged at her lips. "Like there were butterflies in his chest."

Coulson had several memories of moments where his predecessor had been tasked with kissing her, usually to keep their cover and gather intel while undetected. And every single time, even knowing why he was kissing her, Coulson had had trouble hiding the way his heart reacted. 

He also remembered moments like this, moments where the only comfort they could find was in each other, when their unbreakable bond was the only thing they could hold onto. He could remember staring into her eyes, seeing her smile at something stupid he said, feeling her warmth in his arms when she hugged him back. 

He had come to terms with the fact that he wouldn't be experiencing much of those moments anymore, but standing here with her now, with her hand against his chest and her eyes searching his for some sort of answer...he wondered if they could salvage even a little bit of that bond, for her sake. 

"It's his." 

Her words were making it hard to remember what he was. She sounded almost hopeful, and all he wanted to do was embrace that hope as well. He took in a shaky breath, watching her gaze drop, back down to where her hand was pressed a little more insistently against his chest, as if she wanted nothing more than to memorize how his heartbeat felt against her palm. 

He wished he could tell her what she wanted to hear, wished he could tell her that the man she loved was there, adoring her and wanting to be with her more than ever. But he couldn't, because it wasn't true. Yes, there was someone there who wanted her, desperately. But it wasn't the man she loved, not really.

"May…"

"It's Phil." Her gaze met his again abruptly, the tears in her eyes making them shine. "You're Phil."

A single tear finally escaped, and he silently decided it wasn't worth it to fight his urges anymore. He watched the tear as it traveled down her cheek towards her jaw, before his hand cupped her face and brushed it away. He knew he should have reminded her of the truth, should have made sure she knew that he really wasn’t her Phil and stop them both from getting attached to each other… but he couldn’t bring himself to do it. He loved her too much to hurt her like that...again. Not when she so obviously needed this.

She let out a trembling sigh, closing her eyes and pressing her face against his palm as he moved his thumb up to stroke her cheek. His face softened, and he knew that if his heart had been a real flesh and blood heart, it would have swelled with all the love he felt for the woman in front of him.

His gaze dropped to her lips, watching as they parted slightly. He heard her soft intake of breath, and waited patiently for her to speak. What she said would've made his knees buckle if they weren't made of a Chronicom metal alloy.

"I missed you."

His eyes widened, and for a few moments all he could do was stare down at her in bewilderment. He half-expected her to shake her head and retreat, as if realizing how ridiculous this all was and how awful him being around was for her well-being.

But she didn't. Instead she wrapped her fingers around his tie, her cheek pressed against his palm, her eyes searching his expectantly. He tried to think of how he might ask what she needed him to do, but the way her eyes moved towards his mouth and lingered before meeting his gaze again was all the answer he needed.

They were both searching for answers, and the first step to getting those answers lied within each other.

He kept that thought in mind as he leaned forward, tentatively capturing her lips with his own. He didn't do more than press his mouth against hers, not until he heard her sigh a soft 'thank you' against his lips and tug him closer to her. He wasn't sure if she was thanking him or the universe, and if he were honest with himself, he couldn't have cared less right then.

Something ignited between them, a fire so vibrant and scorching that all doubt about who they were to be to each other now was being eaten away. Right then, in that moment, they weren't an empath and a Chronicom. No, they were Melinda May and Phil Coulson, two people who were very much in love with each other and were tired of constantly losing all the time.

May's chest burned at the intensity of emotions she was feeling, her heart pounding so hard that she could hear it rushing in her ears. She gripped his shirt with both hands, not concerned when she heard the subtle sound of seams straining as she tugged.

After far too much time of not being able to feel her own emotions, the tsunami of love, uncertainty, and excitement that she felt coming from Coulson… it was like sliding into a hot bath after a long day. 

The one being aboard the Zephyr that didn't evoke any empathic reaction in her, suddenly was the source of the addictive, intoxicating rush she was feeling right then. It was a loophole in her "programming", a little footnote to stick into the files about her new abilities. 

She could feel the emotions of the Coulson Chronicom...if they were kissing. That part was important.

She couldn't describe what she was feeling with words, couldn't put a name to it or decide whether it was a very good thing or a very dangerous thing, but at that moment she couldn't have cared less. She hadn't felt anything this intense since the day her Phil had died, and she'd been trying to get that intensity back for weeks now.

But this was the exact opposite of the moment when he had died. The real Coulson had died with a content whisper against her chest, in the hammock right outside their beach home in Tahiti. He had known that morning that today was the day, and had done his best to make her smile at least once before he went. He couldn't eat, and May had to help him into his new wheelchair to take him to the hammock, where he wanted to spend his last moments on earth. She remembered him complaining about not wanting the wheelchair, but when his blackouts became more frequent, Simmons had charged Davis with bringing it by their home for them to use. They had spent the whole day in each other's arms, talking only when necessary and gently mapping each other's features with their hands. The moment when he'd passed was a quiet one, his body gently going slack as a final affirmation of his love for her left his lips. Even her sobs afterwards had been quiet, her face pressed against his head as her body convulsed with the loss.

She buried him almost two hours later, her legs weak and chest heaving as she covered him. She collapsed in the sand beside his makeshift burial site when she was finished, and sobbed more as she remembered the man she had just lost. Part of her had wanted to dig him back up, just to see his face again. Part of her wanted to run out into the ocean and let it take her, just to get away from the ache in her chest. And part of her wanted to simply curl up right there and wait to join him. 

But she had known their team would need her, and so she had stumbled back into the house, only to be wracked by more sobs at the single rose she found resting on her pillow in their bedroom. She was only able to contact Davis to come get her after two weeks of grieving, not caring if anyone thought any less of her because of it. A tearful reunion awaited her back at the Lighthouse, but the tears weren't from her. She had sat in Daisy's room with her, holding her close as she sobbed in her arms. May had felt her heart breaking further at the sound of Daisy's gasps for air, but she couldn't muster up a tear. She had cried herself out, and all she could do was sit with her trembling daughter as they grieved the man they cared for more than anyone else in the world.

This moment with his doppelganger however… there was nothing about it that reminded her of his death. She dug her nails into his shoulders, her calves aching from being on her tiptoes. Thankfully he noticed her soft whimper and wrapped his arm around her waist, holding her close to him as his other hand wound up into her hair. His arms were firm and secure around her, holding her not tight enough to hurt her, but enough for her to know he was there. That he was real… or as real as he could get.

The tension in his artificial muscles as she clung to him was real. The groan he let slip when she ran her fingers along the hair at the back of his head was real. The half-growl she felt reverberate through him when she allowed him to wrap her legs around his waist was real. The rapidly increasing amount of pure want she felt for him was real.

This was insanity, purely perfect insanity.

There was a rush of passion and affection he was feeling that was only fueling her own, and as much as she knew she should've felt guilty about indulging like this, she couldn't find it in herself to care. There was a voice in the back of her mind that was trying to make itself heard, the one she hated to hear that kept repeating that this was not her Coulson, but she ignored it. Yes, this was an imitation of the man she loved, and perhaps she should be ashamed of herself for kissing him the way she was. But he was warm, and familiar… she had never expected a Chronicom to be this warm. If it wasn't for the obviously bionic parts of him, such as the perfectly even grip he had on her or the absence of any sign that his body was aching from holding her up… she could easily believe this was Coulson. She wanted to.

"Mel…"

The sound of him sighing her name as he kissed a trail down her neck felt like a punch to the gut.

Phil.

She was betraying him. It felt like betrayal; this kiss tasted like betrayal. It was bitter...at least it should be. She didn't deserve what he was trying to give her. She didn't deserve to be happy. She had been happy with the real Coulson and that should have been enough. And yet here she was, gasping as his copy left burning kisses along her skin, fantasizing about where this new relationship might go. 

She was being greedy. She was soaking in all of him, every tender emotion he felt toward her...she was practically drowning in it. But she had no right. This was not the man she had fought beside, not the man she had fallen in love with or the man that he died in her arms. This was a replica, a fake. Simmons had tried to explain that he was much more than that, but at his core that’s all he was.

The universe had given her time with the real Coulson, and it hadn't been enough for her. But rather than find a way to be content with what she had been given, she had fallen prey to the temptation of a "second chance".

The guilt hit her like three tons of solid concrete bricks, and this time she couldn't ignore it.

Phil… I'm sorry, Phil.

Her eyes opened, surprised to realize that she had been silently crying into their kisses. She pulled away and looked down at him, her breaths coming and going in harsh gasps that resembled the way she had struggled during her first 'panic attack'. His eyes searched hers, his lips swollen and hair mussed from her running her hands through it. He looked too much like...

"May?" Coulson blinked, his eyes wide with concern. “Are you alright?”

Had he done something wrong? She had asked him to help her feel again… is this not what she meant? She hadn't protested, and both of them knew she could have if she wanted to, so he had assumed he had done what she wanted. In fact, he more than assumed, judging by the sounds she'd been making. 

"Put me down." She whimpered, her heart aching painfully in her chest at the innocent confusion in his eyes. She wanted to scream, or cry, or throw up. This was too much… He was too much. He was going to be the death of her, for sure.

Coulson blinked, staring back at her while the worry and affection for her swirled like a tornado in his chest.

“What-?”

"Put me down, Coulson!" She practically demanded, the tears rolling down her cheeks contradicting her tone.

It took all of his self control not to panic and instantly drop her. He allowed her to put her feet back on the ground, backing away towards the door to give her the space she so obviously wanted. The artificial skin on his hands tingled almost painfully, as if she were fire that had scorched him. Her cheeks were flushed, her hair unruly in the places where he had tangled his fingers. Any other time, he might’ve smiled at the way she looked, all red in the face and wide-eyed, but even an emotionless Chronicom would have been affected by the fear and guilt in her eyes.

"I… I'm so sorry, May. I didn’t mean-" He stammered, suddenly acutely aware of how stupid he had been. "I shouldn't have done that."

The way he was looking at her, like he really cared about her… how could she do this to her Phil? 

As badly as he wanted to simply fall for him all over again, it would only last for so long. They would both end up hurt in the end, because she would never forget what he was, no matter what he looked like. And deep down, she didn’t want to end up hurting him. He was technically immortal, why would she want him to love her when he would one day watch her die in front of him? 

That realization startled her. He wasn’t real. He wasn’t human, even if he acted and felt just like one. Why did she care about hurting him? Why did she care if he was happy or content with their situation? Why did she worry that he may not be able to handle rejection from her?

The answer to those questions was actually very obvious, and it floated to the surface despite her attempts at stifling it.

She was already in too deep. She cared about him, and that was the problem.

But that didn’t mean she didn’t want to be with him, even with all of the facts against what she was feeling. She should be ashamed, and that was what made things worse, the fact that she wasn't. She wanted to kiss him. She wanted him. He let her feel again, real deep emotions that she had been missing. But it wasn't right. For reasons she absolutely detested, kissing him was wrong.

Her brow furrowed briefly, and she didn’t even attempt to hide it.

That had been more than kissing, much more. There was no point in even denying it, because they both knew it. She had been giving herself to him, coaxing the emotions she wanted to feel for herself out of him in exchange for confirmation that she still cared for him. He had been going along, all too willing to openly feel and help her feel again at the same time. But it was all wrong. 

"No, you shouldn't have." She fought the words out, her eyes dropping to the floor at her feet. She couldn't meet his gaze anymore. Those blue eyes were filled with embarrassment, dread, and fear...three emotions she always hated seeing when the real Phil was alive.

She knew she should be ashamed that she had kissed him. She knew she should be ashamed that she'd drawn all that emotion from him. 

But she wasn't. 

She was more ashamed that she was lying to him.

"Melinda, I-"

No. He can't say her name like that. Not like him. This is hard enough as it is.

"It's May. Agent May." She said stiffly, finally meeting his eyes again, her hands behind her back. She stuffed every single emotion she was battling with down into the numbest part of herself, deciding that this was the best way to do this. She had to distance herself from him in every way possible. He had to become just another agent, a coworker, a member of her team, like Piper or Davis had been. Nothing more. "You should leave."

Coulson searched her face, realizing now just how advanced of a Chronicom he was, because nothing else in the universe would explain why he could actually feel his artificial heart breaking. He wanted to say something, to apologize at length for… whatever he had done… but he couldn't. He couldn't get himself to speak.

So he didn't.

May noticed the disappointment written all over his face as he left, and it took every ounce of strength within her not to call him back and kiss that frown off of his face. He looked broken, the way he had when Daisy had been shot all those years ago. She had still been Skye back then, just a newbie on the Bus. But even back then Phil had loved her like she was his own, and watching him leave her bunk with a similar look on his face made Melinda realize just how real this version of him truly was.

The door shut almost silently behind him, and Coulson hesitated outside of it before he turned and walked steadily through the Zephyr, his destination being the pod they had been keeping him in before they'd set him up in his own bunk. Simmons saw him first, her casual wave faltering when he glanced at her briefly before continuing his pace. Simmons had seen the hurt in his eyes, and knew immediately something was wrong. She and Fitz had programmed him with emotions, yes, but she hadn't seen anything that intense in him ever since they'd powered him on. Daisy saw him next, exchanging a concerned look with Simmons who was following him at a distance.

"Coulson?" Her brow furrowed, and she paged Mack and YoYo silently as they followed him around the corner and into the lab.

"Coulson?" Daisy tried again, but he offered no response. He entered the room in silence and stood in front of the pod as it lit up in response to his presence.

"What's the matter?" YoYo asked as she joined Daisy and Simmons, her hair a bit wild.

"What's wrong?" Mack asked as he entered the room and stared at Coulson, looking him up and down for any signs that something was physically wrong.

Coulson turned after a few moments, staring blankly at the four of them, before he spoke in a tone devoid of any emotion.

"Daisy?"

The scene was similar to when they'd first woke him, when they'd brought him to life for the first time with the intention of stopping the Chronicoms. It had been a bittersweet moment, sweet because they were getting him back, bitter because it wasn't truly him.

This moment was not sweet at all. Only bitter, confusing, and far more alarming that it should have been as he stepped into his pod and turned back to them.

Daisy stared at him, her eyes wide with concern as she took a step towards him, her hand outstretched as if she were talking someone out of taking their own life. Which in a way, she was.

"Coulson…?"

"Could you hit that button for me?"

Alarmed, she blinked at him before exchanging a worried look with Simmons. Jemma stared right back, her mouth opening as she tried to sort what she might say. When she came up with nothing, Daisy turned back to Coulson.

"You… you want me to shut you down?" She asked cautiously, desperately hoping his answer would be no.

"Yes."

Jemma's mind was racing, trying to come up with a reason as to why he would want that. Was he feeling regret over keeping Sousa alive? Was he worried about May? Was there another glitch in his system? Should she try to run diagnostics on him?

"Coulson, what's wrong? Why-?" Jemma asked, stepping towards him.

"Daisy, please."

Daisy recognized the resolve in his voice, and so did everyone else. The light in his eyes was growing dimmer and dimmer as he waited patiently. It was as if all his vigor and excitement for this new life had just...died.

Daisy turned to Mack, who simply stared back at her before sighing heavily and gesturing vaguely at Coulson and the pod.

"Whatever he wants."

If Mack had left the decision up to her, she wouldn't have done it. But she knew he had a point. Whatever was bothering Coulson wasn't something they would understand right now, so the best thing to do was what he asked. She sighed softly, nodding once and hesitating briefly before reluctantly pressing the button on the counter next to her.

The four of them watched silently as Coulson powered down for the first time since they'd traveled back to 1931. His eyes slid shut, his head falling forward, the light around him dimming until it turned off completely. Daisy's heart sank, and she swallowed past the urge to whimper. It felt as if her father was dying again, because that's what Coulson had always been to her.

The team stared at him for a while longer before turning towards each other, debating back and forth about what was wrong, whether or not to question him, if they should ask May… none of them aware of the single tear that had rolled down his cheek and landed on the pristine floor below him or the stifled, regretful sound of a certain empath sobbing alone in her bunk.


	2. Sorry

**Summary for the Chapter:**

> May apologizes, Coulson is a lovesick idiot.
> 
> What else is new?

**Notes for the Chapter:**

> Y'all ever re-read somethin of yours and think, "Wow that character does not sound like themselves"? Cuz uh... I just did. 
> 
> May seems VERY OOC around the middle-end there, but I remember why I made her so emotional. In my cracked shipper heart I wanna believe that since she was touching him and could feel what he felt, she was projecting all the lovey-dovey mushy-gushy stuff he was trying super hard to hide.
> 
> I just forgot to make that obvious. So it's not that May was like, fawning all over him all of a sudden because even regular May wouldn't do that. But empath May wanted to feel something anyway, so when she finally got that feeling through Coulson 2.0, she just sorta ran with it, ya know?
> 
> Okay enough rambling. Next chapter.

"Come on, May!"

Even through the door May could hear the frustration in Daisy's voice, although she wished she couldn't. The last person she wanted to face was Daisy, and yet sure enough, there she was. 

"Goodbye, Daisy."

She had been knocking for nearly ten minutes, and all she'd gotten in response to her calls was 'go away' and 'I'm fine' as May sat on her bed and stared at the floor. That was only because she didn't trust herself enough to say more than that, not with the residual emotions she felt coursing through her.

It had been nearly half an hour since she had practically kicked Coulson out, which should have been plenty of time for her to return back to her new 'normal state' of being completely deadpan. 

But she felt warm all over, uncomfortable as if she were a stranger in her own skin. Every nerve ending was buzzing, every synapse firing into the void of her mind as if trying to bridge emotional connections that just weren't there. It was ridiculous.

She had kissed Coulson plenty of times before, sometimes in front of a whole group of people while undercover as his wife. No one aboard the Zephyr had seen her and Coulson in their embrace, it had been something done behind closed doors. And yet she felt as if the universe was judging her more for this kiss than all the others combined, because she should not have done it.

She let out a breath when Daisy didn't yell her name again, running a hand through her hair and trying to ignore how unsteady her hands actually were.

It was like coming down from a temporary high or being weaned off of an addictive drug. She flexed her fingers, her stomach flopping at the way she could practically still feel him on her palms. She could feel the fabric of his tie, the silkiness of his hair, the solid thump of his artificial heart… she grunted, balling her hand into a fist and standing up from the bed. She splashed her face with cool water in her bathroom, then just stared at her reflection in the mirror.

With anyone else, May lost her connection to their emotions only moments after physical contact was lost. But with Coulson, it was as if they'd formed a bond that even she couldn't sever. And while May wanted to be ecstatic that she was feeling something reminiscent of her own personal emotions for once, all she felt was guilt and shame lingering behind the high she was struggling to come down from. Her pupils were still blown, her cheeks flushed despite the frown on her face.

"We just want to talk, May." Jemma's voice startled May, more tender than Daisy's and so full of worry that May tried not to crumble at the sound of it. "We're worried about you."

"Don't need to be." May said loudly, swallowing against her voice's urge to crack.

An admittedly dumb part of May had been hoping no one would notice anything off with Coulson after he left her. He had usually seemed so put together even when he was under pressure, like when he was pretending to be a Canadian mountie in 1931, or when he was putting on a front for Sousa on the train. But judging from this insistence that Daisy and Simmons both had, anyone with eyes had noticed his inability to behave normally, and these two had traced it back to her…

Which probably wasn't very hard to do. Even the real Coulson had a certain look to him when she upset him in particular.

May hadn't even realized she had walked to the door until Daisy's knocking startled her. She took a deep, calming breath, forcing all of the emotions she was battling with down before opening the door. May had to dodge to the side to avoid catching a fist to the face before Daisy realized the door she had been knocking on wasn't shut anymore.

"May! Finally!" Daisy practically groaned, entering the room without an invitation and hugging her tightly before May could even react. She nearly burst into tears at the contact and thankfully Daisy pulled away before she actually did, obviously realizing that empath May was probably uncomfortable with being touched. And she was right, because May could feel the worry, the concern, the fear, and the anger that were all coursing through her when she stared into her eyes and asked, "What the hell happened?"

May could appreciate the young Inhuman gaining some boldness over the past several years, but she did not appreciate being a recipient of said boldness, pulling away completely from Daisy as her emotions drained from her as a result. Simmons stepped in after a moment, holding a tablet beneath her arm that lit up repeatedly as new results from the tests she'd been running on Coulson came in.

May only knew it was his file from the single blue eye peeking out from under her arm. She knew that file photo well. It was the one from years ago, way before they had teamed up on the Bus. It was the one she had snuck out of his drawer in his bunk and held onto when they left for Tahiti, the one she had been carrying around with her at all times since his death. She briefly wondered why Jemma had yet to switch it out with a photo of the new Coulson.

"What happened to who?" May crossed her arms, feeling somewhat glad that she wasn't feeling much of anything since Daisy had let her go. Well, not enough for it to show on her face. "Sousa? He did just find out that we faked his death. That can be a lot for some people to come to terms with."

"Sousa-? No! What?" Daisy wanted to grab May by the shoulders and shake her. And maybe she would have if she didn't think it would end in near-bloodshed. 

The minute Simmons had concluded that Coulson's shutdown request must have had something to do with May, she'd turned on her heel and made a beeline for the emotionless empath/agent's bunk with Simmons hot on her tail. She had been right there when Coulson mumbled something about checking on May after their morning debrief, and had originally hoped it would end in some apologies and reconciliation… not dramatic shutdowns from both parties. They hadn't seen or heard from May since that morning, which wasn't that strange because well… it was May… but it was definitely suspicious. 

"Not Sousa," Daisy huffed, crossing her own arms and trying to sort how she wanted to explain the situation. "It's Coulson, he-"

Simmons stepped forward and handed May the tablet, the way Daisy's voice caught alerting her to the obvious conflict going on inside her friend.

"I've run complete diagnostics on Coulson, and he's perfectly fine. Actually more than fine since he's such an advanced LMD." She couldn't help but smile a little at that. Fitz would be proud of what they'd done with him.

"So… why the panic?" May tilted her head, quietly relieved that she hadn't accidentally crashed his harddrive or burnt out his 'emotion microchip' or something obvious like that. She ran her eyes over the tablet, handing it back to Simmons immediately after she saw his face displayed on the screen. That smile was the last thing she needed to see right then. "If he's fine, then why come tell me about it? "

"He asked me to shut him down." Daisy interrupted, her eyes on the floor as she visibly deflated at the memory. "Demanded, really."

That only made the guilt burning within May worse.

"Maybe he overheated." She shrugged. "Robots do that."

"Not Chronicoms." Jemma interjected lightly, her eyes full of concern. "And he seemed… different. We did program him with emotions and feelings, so he would be as much like the real Phil Coulson as we could get him but… this was something else entirely."

"He cried." Daisy sighed, her eyes meeting May's with a hurt that rocked her to her strangely unfeeling core. She hated it, almost as much as she hated herself right now for inadvertently hurting both of them as well as Coulson. "It was just one tear and it was on the floor when we found it but-"

"We didn't program him to cry." Jemma said, shifting uncomfortably. "Enoch can't cry either."

"He's a Chronicom. He could figure out how to cry." May shrugged again, walking over to her bed and sitting on it. "You said he's advanced, and we know he can bleed on command. I'm sure he could squeeze out a tear if the circumstances called for it."

Jemma's sigh made May want to leave her own bunk just to escape the tension in the room. This was the last thing she needed right now, to be interrogated by the two people who knew she and Coulson best. All she wanted was to be alone and let herself return to being numb and emotionless, not sit there and eventually relay the entirety of her mistake to them just so they would leave her alone.

Because that's what the kiss was. A mistake that she was regretting.

"He was fine until he talked to you." Daisy huffed. "He said he was gonna check on you and then the next time we saw him he looked literally dead inside. That's it. Even Sousa said something looked off, and he's from the 50s!"

May stiffened. Sousa, who came from a different time and hadn't spent nearly enough time with any of them to know them that well, could tell that their advanced LMD from future space was hurting. Again, she really wished she could feel absolutely nothing right about now.

"Sousa?" She kept her voice even, as if she didn't actually care what Sousa thought. "Why is he significant in this situation?"

"He said something like Coulson looked heartbroken or something. Struck a chord with Mack but..." Daisy muttered with a wave of her hand as she leaned against the wall near May's bed. "Honestly with all his 50s slang I'm not 100% sure what he meant because-"

May looked between Daisy and Jemma as Daisy froze, both of their eyes widening in realization. May bit the inside of her cheek, hoping that they weren't thinking what she thought they were thinking. It was bad enough that she and Coulson had done what they'd done, this was simply fuel to an already chaotic dumpster fire that she did not need right then.

"May?" Daisy asked cautiously after a few agonizing moments. "Did you… I mean… Did he…?"

This dumpster fire was growing wildly out of control. May wanted to be anywhere but here, wanted to be anyone but Melinda May.

She wanted the real Coulson back. She wanted to be back in Tahiti, curled in his arms like she had been for the first few days on the island. She wanted to feel his heartbeat against her ear as she laid on his chest, wanted to feel him running his fingers through her hair as they both fell asleep to the sounds of the ocean. She wanted to see him smile, hear his laugh, touch his face and grimace playfully at the stubble he'd refused to get rid of. But most importantly, she wanted to be happy. Actually happy. She wanted to feel it for herself, feel that warm fuzzy tingle that came from being so inexplicably and completely in love with someone.

The way she'd felt whenever the real Coulson told her he loved her.

"What happened was a mistake. That's all you need to know." May said suddenly, yanking herself from her own memories with a jolt. She put up a hand to silence Daisy and Jemma before they could ask further questions, standing and heading towards the door. "I'll talk to him, he'll be ready for our next mission."

She walked out before they could stop her, Daisy rolling her eyes in frustration, accented by a huff and a grunt that May chose to ignore as the door shut behind her.

"She's impossible!" Daisy threw up her hands, plopping down on May's bed. "And not just because she's an empath now. May is always impossible."

"Not always." Jemma couldn't help but smile, briefly remembering seeing May practically glow whenever the real Coulson made her laugh. "But just give her time, Daisy."

Daisy grunted, crossing her arms over her chest and muttering to herself. Jemma sighed and rolled her eyes, slipping out of the room.

"May?"

If it had been anyone but Jemma following her down the hall, May would have ignored them. But she could feel the concern and worry running rampant through their brilliant biologist when Jemma caught up to her and touched her arm, and felt her heart melt almost immediately at the force of how much Jemma cared.

"I know something... happened...with you and Coulson." She said softly when May turned to her, making sure no one was in the general area of the hall. "You don't have to tell me what it was exactly, but… I am worried. About both of you."

"I know." May said quietly, pulling her arm away gently but firmly to keep from tearing up the way she felt Jemma wanted to behind her calm exterior.

"Oh. Right." Jemma clocked the action, and smiled weakly in apology before sighing. "I just… we don't know anything about your new power, and I'm concerned that it has something to do with why Coulson began distancing himself. That only complicates things further because that would mean we don't know what will fix him. And we...we have to fix him."

May had to swallow to keep herself from blurting out the truth right then. Her mouth opened briefly before closing again, Jemma waiting patiently for whatever she was about to say. She blinked but followed diligently when May gestured to the interrogation room instead, stepping in first as May made sure the mic was off in the other room. May sighed heavily, crossing her arms as she closed the door and leaned against the wall. There was no easy way to say what had happened, so she kept it blunt and straight to the point. That usually worked.

"He kissed me."

Jemma was stunned to say the least, her jaw dropping slightly and her eyes widening as May's words sunk in. Programming LMC Coulson with feelings and emotions had been her idea, and she should have seen something like this coming considering the relationship May had had with the real Coulson before he'd died… and yet she was as thrown off as anyone else might have been.

"He… kissed you?"

May's nod was simple and unfazed, much like most of her actions were nowadays.

"He was checking on me down in the gym and followed me to my bunk. We talked, and then he kissed me." She shrugged, her expression still neutral. "I kissed him too. His shutdown probably has something to do with that."

Jemma blinked a few times, trying her best to block the image of May and Coulson making out from her mind.

"That's the understatement of the decade…" Jemma muttered, scrolling through some of the tests she had run. "I mean, I saw that his biological components had elevated levels of epinephrine, but I thought it was because we saved Sousa and he was on an adrenaline high… You said you kissed him back?"

May nodded.

"I don't mean to be rude but… why, exactly?"

"I wanted to."

If record scratches could be heard in real life, one would have sounded right then, at a volume so deafening that all of Zephyr One would have collapsed due to cerebral hemorrhaging.

"Wait, you wanted...?" Jemma stared in awe now instead of shock. "I thought touching him didn't trigger any emotional response."

"It doesn't, usually. Kissing him does." May stated, still unfazed and unbothered, while she could literally see Jemma's mind reeling. She almost wanted to laugh at the expression on her face, the way her eyes widened as they scanned the middle distance, the way the corners of her mouth lifted slightly as a chuckle of disbelief slipped free… it made her wish she could smile about it as well.

"This… " Jemma tapped frantically on the tablet, her eyes lighting up as she stepped closer to May. Her words tumbled out in a torrent, her excitement causing her voice to hit a sudden crescendo. "This is fascinating. I'll need more details in order to fully understand what made Coulson behave the way he had. What happened after he kissed you? With full disclosure."

May raised an eyebrow at the grin she saw on Jemma's lips. Only Jemma would find something like this exciting. Well, only her and Fitz, who would probably have even more questions if he were here right now.

"Full disclosure?"

"Yes, please."

Jemma apparently had no idea what she was getting herself into, judging by the bright red blush on her cheeks and the way she couldn't meet her eyes as May finished explaining what had happened almost ten minutes later.

"Then I told him to call me Agent May and that he should leave. You and Daisy showed up a while after that."

Jemma wasn't sure what to say. She had suspected that Coulson's shutdown had something to do with May, but she never would have imagined the heated embrace that May had just, rather graphically, described to her.

Thankfully, Jemma didn't have to come up with a response, because Mack paged her with a message telling her to explain their situation in detail to Sousa who was apparently not as okay with being dead as he was pretending to be.

May disappeared before Jemma even finished responding to Mack's call.

He didn't know how long he'd been out, and in his opinion, it didn't matter. Coulson would have gladly spent the rest of eternity in the silent darkness of nonexistence if it meant he never had to face her again. He would stay in the dark, seeing nothing, feeling nothing, being nothing, but hearing everything. It was better than pretending nothing had happened, because he knew that every single time he looked at her he would see the scene play out in his mind.

He cursed the technology he was built with. Being able to photographically memorize moments in time could be useful and awesome...until you were forced to catalogue the image of the woman you loved, with tears streaming down her flushed cheeks, commanding you to put her down after a spontaneous makeout session that you initiated.

He felt sick just thinking about it. The way she'd stared at him, her eyes wide with regret and her body tense as she remembered that the way she was feeling had nothing to do with him personally. And while the other man she had been thinking about had been his predecessor, it didn't hurt any less to be sent away from her because he just wasn't him.

He loved Melinda, he really did. With every fiber, every synapse, every wire and piece of circuitry that FitzSimmons had outfitted him with… it all loved Melinda May. It was an unwavering love, the kind that was written about in those sappy romance novels that May "hated" reading. This love stood the test of time, had waited dormant within him until he couldn't take it anymore and had exploded into the passionate embrace he was regretting right now. It was a love that held on despite the obstacles, had kept him tethered to her even through the most impossible odds, even death. It was a love he would never want to let go of, even if it wasn't actually his love he was feeling. It was stemming from a life he had never lived, but that fact didn't stop him from feeling the way he did or dampen the desire to be near her.

He had always wanted to be near her. Even when it hadn't made sense.

His last memory of her had been from when they were inside the Framework, when their only connection to each other was a strange need to follow "Agent Skye" and Jemma Simmons out of the "mind prison" they thought they called home.

His desperation to find her in the real world after all that time had almost evaporated in the Framework, Aida's manipulation forcing him to think that his only goal in life was to teach students and keep his head down. But small traces of the affection that had fueled his almost frantic search for her in reality had leaked into the Framework, and had caused him to protect her from Mack with an inexplicable urge to trust her.

Meeting HYDRA agent Melinda May had felt strangely good, like coming home after a long day at work to hugs from someone you cared for. It felt a little wrong to be so fascinated by her, so he never brought up the way he felt about her to anyone, not even Daisy. Although, he had asked if they knew each other well in the real world, and all Daisy offered was a barely-contained playful smirk when she said:

"You're close."

He had sort of hoped that her grin meant they were something more than friends in the real world, that the real version of him knew what it was like to see her smile, hear her laugh, or feel her fall asleep in his arms.

He had been drawn to her like a moth to a flame, the two of them spending most of their down time at each other's sides when they weren't trying to bring HYDRA to its knees. Their obvious attraction to each other was what fueled his need to bring her with him through the portal, the concern for his well being mixed with the want to follow him in her eyes after he'd been shot convincing him that all he wanted was to see her on the other side.

He truly wished he had memories of when they both woke up. He didn't know what they'd said to each other when they came out. Had they hugged? How did they survive Ivanov and his clones? Did he protect her? Did he tell her about what happened with her LMD? Had she been angry about it?

One would suppose they could just ask May what had happened, but after being stabbed by a man with his face and nearly dying in the arms of their adopted daughter, May wasn't one for sharing details of the past much these days. Coulson figured he would never know, and that was fine with him, especially since they had apparently just taken a giant leap backwards in their… whatever it was. There was no use dwelling on the past when they so obviously had no future together anymore.

He heard the whirring of the pod around him as it powered back up, but he refused to try and figure out who it was this time. If it was Simmons, she would run more diagnostics before sighing in defeat and leaving again. If it was Mack, he would stand there and stare Coulson down until he let out a sigh of his own and left, just like he had been doing. If it was Yo-Yo, she wouldn't even stay long enough to be significant, and Coulson would wonder why she was even making an appearance if he didn't hear her mumbling something mournful in Spanish before she left. If it was Sousa, he would stand there before walking around the room, his footsteps getting closer and closer until Coulson knew he was directly in front of him, studying him in awe as he still tried to come to terms with an LMD being anything that would ever exist in his lifetime. If it was Deke, he would have known for sure. The man hardly visited without saying at least something, trying to talk out his conflicting feelings about everything he'd experienced so far. Coulson figured Deke thought he couldn't hear him, but from the pure confusion and discomfort he heard in his voice, Coulson figured he just needed someone to talk to and wouldn't bring up what he said about Daisy when he finally saw him again.

The only person he knew that probably would not leave for a while was Daisy. She had come in only twice so far, her footsteps not coming any closer than the doorway, and he swore that during one of the two visits he heard her sniffle before she left. It had rocked him to his core, and he wished he would've pulled her into his arms so she would stop crying.

But she didn't need to get attached to him any more than he needed to get attached to her. He wouldn't be around for much longer.

Something the Chronicom on the train had said was bothering him. He had asked him what would he do when all those he cared for were dead. Chronicoms could live forever if they wanted to, and that meant that Coulson would end up watching every human he had developed a connection to… disappear in front of him. All while he never aged, never got sick, never died. There was no way around it. At the end of the day, Coulson would end up an LMD, alone in the world, with no Daisy Johnson, no Jemma Simmons, no Alphonso Mackenzie, no Leopold Fitz, no Elena Rodriguez, and no Melinda May. He would never want to live in a world like that, a world without his family… or rather Phil Coulson's family, the real Phil.

And yet it was an unfortunate reality. So he was trying to distance himself. He wanted to be just another agent, the way Melin-...May. The way May saw him now. He was no one special, just a tool to be used until they stopped the Chronicoms, and then he would ask to be retired. Scrapped, even… if it would help. As much as he adored the humans he had been given the privilege to know, they weren't his to love, and he understood that clearly now.

May had helped him understand.

Footsteps called his attention again, cautious ones that were nearly silent. Their breathing was strangely even, their footsteps completely calculated as they got closer and closer. The steps were too even to be Sousa, too slow to be YoYo, too light to be Mack, too concentrated to be Jemma, too cautious to be Daisy…

"I know you can hear me."

He couldn't respond, and was glad he couldn't. He wouldn't know what to say, especially since he could hear the tension in her voice. She sounded so empty and yet so hurt at the same time… He wanted her to leave, wanted her to ignore him for the rest of time if she could. Anything to lessen the pain that he knew she would one day be feeling, even if it were in the far future. He had no doubt in his mind that she would regain her ability to feel her own emotions again one day, and didn't want her to feel any regret or sorrow when she thought of him after she did… if she ever did think of him. He kind of hoped she didn't. Or did. Actually he wasn't sure what he wanted anymore.

"I came to apologize."

Coulson desperately wanted to tell her she didn't have to.

"If you're wondering why I won't power you on fully it's because I know you. Or rather, I knew Phil. He never let me apologize, always told me I had nothing to apologize for."

He wanted to tell her that Phil was right. She had no reason to apologize, especially not to him. She hadn't initiated their kiss, he did.

"Daisy said you asked her to do this to you. She doesn't know why. I didn't tell her."

He was glad of that fact. The last thing he ever wanted to do was make Daisy worry about his emotions.

"You're just as dramatic as he was, you know? Always trying to do the right thing by distancing yourself so you don't hurt the people you care about. It was the last big thing he did before he died. He left his family behind, tried to leave me behind. It didn't work, because I invented that move. You should have memories of seeing me do it. I don't know why you thought it would work this time."

He wanted to lie to her. Tell her he didn't care about them and that he was only here for the mission. Maybe that would make this less painful.

"You can't pretend you don't care about them, either, because the real Coulson did. Like it or not, you love them. All of them. Including me."

He wanted the universe to just swallow him whole right then. She was so blunt, so straightforward that it almost hurt to hear every word she said.

"I know that's why you kissed me. It was what Coulson would do. When he saw me hurting, he would do what he knew would make me feel better. You acted on instinct and I don't hold that against you."

Coulson felt like screaming, but he also felt like crying or sighing with relief. She wasn't still upset with him. She understood why he'd done what he'd done. All he had wanted to do was help, and he couldn't say that he hadn't enjoyed it along the way.

"It was my fault things got out of hand. I pushed you there, because I miss him." Her voice faltered, to his surprise. "I wanted to feel him again, and you're as close as I can get. I used you, siphoned the feelings you were programmed with. It wasn't fair to you and it won't happen again."

A soft click broke through the torrent of thoughts in his head, and his entire body went stiff as his systems went back online and her form came into focus. He had nearly forgotten just how beautiful she was, even when she was staring him down. She was leaning against the metal table a few feet in front of his pod, her arms crossed as she watched him carefully. Her eyes were red and puffy, but her expression was completely deadpan as if she had cried for a few minutes before losing her grip on the traces of his emotions completely. All he wanted to do was carry her to her bunk, hold her in his arms, and let her finish her sobbing properly before he felt her fall asleep against him. Chronicoms didn't need to sleep, but he would give his left hand to get the chance to watch her sleep curled safely in his arms all night long.

"I know what you're thinking." Her voice sounded strange now that he could see her again.

Considering the train of thought he had just been jolted from, he really hoped she didn't.

"And yes, I cried over you."

Oh. Oh this was so much worse.

"Even after you left, I cried. Simmons says the emotions were residual because as soon as you were turned off, I stopped. Mostly. I was still sad after I stopped crying."

Awesome, bring another person into the chaotic mess he had caused.

"Jemma… she knows?"

"I had to tell someone. I told her when we were alone." She shrugged impassively. "She promised not to tell Daisy. Not that she won't find out on her own." She paused, a tiny flicker of a smile ghosting across her lips before disappearing again. "Simmons is concerned about your current state. She said all of your diagnostics came back normal which doesn't explain why you wanted to be shut down. That's why I'm here. To bring you back to yourself."

Coulson wasn't sure what to say in response to that. Had she only come because Jemma asked her to? Because he was needed for the mission? Why did that make him feel even worse? Was it possible to feel lower than dirt? He knew she was tired of hearing "I'm sorry", but he knew that he owed her many things at this point, the best place to start was with an apology.

"I, um..." he began as he stepped out of his pod, remembering to leave some distance between them so he wouldn't end up like Enoch when he'd tried to fight her. "I'm sorry I didn't stop myself when I kissed you. I thought it would help, but I took it too far… because there's a part of me that missed you. Well, more than a part. All of me. All of me missed...misses you."

May bit the inside of her cheek, her crossed arms tightening their hold. There was that stupid blush of his again. Of course he'd been programmed with all of Coulson's adorable little quirks, including his embarrassed blush and the way he rubbed the back of his neck... she tried not to focus on the way his artificial muscles flexed beneath his dress shirt at the action.

"But I was wrong. I didn't consider your position or how you might feel afterwards. I know I crossed a line, Agent May, and I'm sorry." He took a step towards her, and surprisingly she didn't feel led to tense at the prospect of him getting closer. "Trust me, it won't happen again."

He offered her a small smile, and all she wanted to do was step into his arms. In fact, with the tension she felt in the air between them, she might have.

If Jemma hadn't stepped into the room.

"Oh! You're awake!" She hurried over to stand next to May, a wide grin on her face. "Just in time. We've got some new intel I think you should see."

The intel was important, and probably very interesting, but Coulson only heard about 30% of it. While his eyes were locked on Jemma and the time travel data she was showing he and the team, his attention was on the impassive yet formidable woman standing directly across from him. As a Chronicom, his peripheral vision could be nearly 100% clear when he wanted it to. He hadn't meant to do it at first, but every slight movement she made, whether it was shifting her weight to her other foot or moving a stray hair back into place, it all ended up catching his attention.

She was so beautiful, gorgeous really. Sometimes he wondered if she knew how attractive she was. He suspected his predecessor had told her often how amazing she was, because even now it was hard not to blurt it out every time their eyes happened to meet. Her skills in combat only added to her attractiveness. She was dangerous, a force to be reckoned with, and yet so quick witted and able to think on her toes that you wouldn't know she had disarmed you until after the interaction was over. She was funny, in a deadpan sort of way that could have you laughing hysterically while she sat there with a tiny pleased smile until you caught your breath again. She was caring, even now when her own emotions were so out of reach. It was interesting watching her interact with their "kids", how she tossed in her opinions with Jemma and bounced ideas back and forth with Daisy, and how she diligently followed Mack's orders but not without questioning them first to ensure they were all doing the right thing.

He had royally screwed up with her, and he knew it. He felt like such an idiot. An infatuated, lovesick idiot with no chance.

"Alright, you've got your orders. We'll meet back here after we get suited up." Mack's voice half-startled Coulson from his musings, and he tried to look composed as Mack continued. "Don't take too long, remember we've got a timeline to save. The Chronicoms are always one step ahead of us, we don't want to get even further behind."

The team responded with solemn nods, Coulson glad no one noticed when his own nod was a half second late.

"Dismissed."

Everyone filtered off to grab their new disguises and any gear they might need. Jemma and Daisy walked to the holotable, deeply engrossed in more talk of where Fitz might be and when they might get back home to their own time as Jemma adjusted Daisy's gauntlets. Deke walked with Sousa off towards the cargo bay, saying something about how his world didn't exist anymore and he could help Sousa come to terms with everything he'd known being different. Mack and Yo-Yo left together towards her bunk, Mack trying to convince her to be seen by Simmons again, while she tried to convince him that if her powers were going to come back, they would when it was time.

May stood around for a few minutes, staring at the information Jemma had just relayed to all of them. Coulson watched her, unable to do anything but stare at her and try to figure out what he might say. But right when he thought he'd come up with something casual, she glanced up at him briefly. He opened his mouth, but she had already turned on her heel and was walking away.

"May-"

"We have a mission, Coulson."

That phrase felt familiar, like she had said it or something like it once before, as a way to get his attention away from her. The scene felt like a dream, fuzzy and harder to understand the more you thought about it. He didn't know what it was, but something deep in the darkest recesses of his artificial mind was telling him not to let her get away this time.

"May."

You would think that May would have come to almost expect moments where he would suddenly move towards her. Even the real Coulson had a tendency to grab her suddenly in order to either protect her or get her attention. When he would do it, her first instinct was always to yank away or squirm in his arms, depending on what sort of situation they were in. She blamed her delayed reflexes on being stabbed and thrown into a different dimension, her heart seizing in her chest when his hand caught her around her wrist as soon as she left Daisy and Jemma's view. They were standing in a relatively narrow hallway, one that May often took to get to her bunk quicker. It had been added back when Z1 was first upgraded, but wasn't used by anyone who didn't have a reason to get to May quickly, mainly because it was so narrow that it barely fit two people with only about half a foot of extra space. She stared at where his hand held her tightly, thrown off at the fact that she didn't feel led to pull away.

"What?" she asked with a huff, completely unaware of the blush on her cheeks or the heat radiating off of her. "What do you want?"

He stared right back, unsure of what to say or do, not even sure why he'd grabbed her in the first place. He knew he'd wanted her attention, but wasn't sure what he wanted from her now that he had it. Did he want to apologize? Yes, but he knew that wouldn't be enough. Did he want her to say she loved him? Deep down, of course he did, because that was what the real Coulson had always wanted. Did he want her to say she forgave him for kissing her? Maybe, if that was what would make all of this go away.

"You."

Was he even talking anymore? Who was in charge of the words that were exploding out of his mouth? What was happening and why hadn't she roundhouse kicked him yet?

May blinked as she stared at him, watching as he tried to sort out what exactly he could say to fix everything. He really was exactly like Phil… he felt like everything was his fault, like he had to single handedly save the world regardless of whether he survived or not…

She had both hated and loved that about him.

By the time he'd come to a decision on what he wanted to do with the strange predicament he had put himself into, he realized he was being pressed against the nearest wall. His mouth was already moving against Melinda's, despite the fact that he was not prepared for this, not that he was complaining. 

Or maybe part of him was.

Her hands grasped the front of his shirt tightly, tugging him down against her as he put a hand against the opposite wall to keep from toppling over onto her. Her back hit the wall at the same time his hand did, and she let out a soft groan that was quickly forgotten.

Initially, May had no idea what had possessed her to kiss him, especially in a place where literally anyone from their team could wander by and see them. But this was becoming a thing with them, this spontaneity, and she had to admit she wasn't very opposed to it. It was electrifying, addictive in a way she hadn't felt in years. There was no slow burn, no anticipation, no back and forth, just the pure unadulterated need to feel.

The kiss was in reality fairly short, but loaded with meaning that left both of them in an almost intoxicated state. It was in the moment before they pulled apart, one of his hands at her waist, both of her own clutching his shirt as if it were her lifeline, that she realized exactly why she had kissed him.

She didn't want a long winded apology. She didn't want stumbling and stuttering, trying to put how they felt into words and clumsily trying to piece together an explanation as to what was happening between them. She didn't want to spend the next several days, weeks, years, whatever… trying to sort how she was going to deal with him.

They had a mission to complete, and a timeline to save. They would have to work together, because both of them were needed, and May wasn't going to let something like this jeopardize everything they had ever known. All she wanted was to know what he was feeling, how he was feeling towards her now. So she had kissed him, and honestly wasn't surprised to find his feelings towards her had never changed, only intensified.

He was still very much in love with his best friend...who maybe still had feelings for him as well.

"Wow..." he breathed when they pulled away, his face a deep red that reminded May of an almost overripe tomato. He was such an adorable nerd, even in Chronicom form.

Her laugh almost startled him, because he hadn't heard it in so long that he'd almost forgotten what it sounded like. But there it was, a real, genuine, Melinda May laugh. It was like music to Coulson's ears, and he decided it was officially his favorite sound in the universe. He would do anything to hear more of it, even if it were at his expense.

It didn't take a rocket scientist to understand why she'd kissed him, and he couldn't help but chuckle with relief when he saw that she had yet to let go of her smile. At least she wasn't upset with him anymore, so who cared if she knew he loved her?

"That was... wow." He rubbed the back of his neck nervously when her laughter subsided, watching in slight awe as she tenderly smoothed the fabric of his shirt. "I don't have words right now."

She knew they would never have what she and Phil had once had. They would never pine for each other the way they had for over two decades, and that was okay. What she and the real Phil Coulson had had was unique, made all the more perfect by what they'd been through together. He would always have her heart, always be the man she loved more than anyone else in their insanely chaotic world.

But it was nice to have someone she knew she could talk to, to have someone who would understand because he'd been through a lot of her turmoil with her.

"Suit up, Coulson." She finally said with a playfully exasperated sigh, patting his chest before walking off to her bunk with a tiny smile still lingering on her lips. "Meet me in the garage in ten."

It was nice to finally feel again.

Coulson watched her until she disappeared around the corner, unaware that he was humming a rather jaunty tune when he turned and walked back through Zephyr One.

"Someone's feeling better."

Coulson met Daisy's raised eyebrow with one of his own, unable to fight the grin that broke out immediately afterwards.

"You could say that."

It was strange, knowing that May knew he was in love with her. It was like being back at the Academy, going on ops after they graduated and even like when they'd been aboard the Bus. Him, head over heels in love with her but giving her the space she needed. Her, also in love with him but not willing to do anything about it because the timing was wrong. Back then, he'd been frustrated, confused, conflicted… but now, he was just glad he wouldn't have to know what it felt like to live without her.

**Notes for the Chapter:**

> *insert evil chuckling*  
> Chapter 3 is coming... and it is probably the most "WHAT THAT WOULD NEVER HAPPEN IN SEASON 7" thing ever... and I am so excited....
> 
> Stay tuned...
> 
> Leave a comment...
> 
> Tip your waiters...


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